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200001597 <br />COVENANTS. Borrowers and Lenders covenant and agree as follows: <br />1. Payment of Principal and Interest; Prepayment and Late Charges. Borrowers shall promptly pay when due the principal <br />of and interest on the debt evidenced by the Note and any prepayment and late charges due under the Note. <br />2. Charges; Liens. Borrowers shall pay all real estate taxes and assessments attributable to the Property which may attain <br />priority over this Security Instrument, and leasehold payments or ground rents, if any. <br />Borrowers shall promptly discharge any lien which has priority over this Security Instrument unless Borrowers: (a) agree <br />in writing to the payment of the obligation secured by the lien in a manner acceptable to Lenders; (b) contest in good faith the lien <br />by, or defend against enforcement of the lien in, legal proceedings which in the Lenders' opinion operate to prevent the enforcement <br />of the lien or forfeiture of any part of the Property; or (c) secure from the holder of the lien an agreement satisfactory to Lenders <br />subordinating the lien to this Security Instrument. If Lenders determine that any part of the Property is subject to a lien which <br />may attain priority over this Security Instrument, Lenders may give Borrowers a notice identifying the lien. Borrowers shall satisfy <br />the lien or take one or more of the actions set forth above within 10 days of the giving of notice. <br />3. Hazard Insurance. If required by Lenders, Borrowers shall keep any improvements now existing or hereafter erected on <br />the Property insured against loss by fire, hazards included within the term "extended coverage" and any other hazards for which Lenders <br />require insurance. This insurance shall be maintained in the amounts and for the periods that Lenders require. The insurance carrier <br />providing the insurance shall be chosen by Borrowers subject to Lenders' approval which shall not be unreasonably withheld. <br />All insurance policies and renewals shall be acceptable to Lenders and shall include a standard mortgage clause. If Lenders <br />require, Borrowers shall promptly give to Lenders all receipts of paid premiums and renewal notices. In the event of loss, Borrowers <br />shall give prompt notice to the insurance carrier and Lenders. Lenders may make proof of loss if not made promptly by Borrowers. <br />4. Protection of Lenders' Rights in the Property; Mortgage Insurance. If Borrowers fail to perform the covenants and <br />agreements contained in this Security Instrument, or there is a legal proceeding that may significantly affect Lenders' rights in the <br />Property (such as a proceeding in bankruptcy, probate, for condemnation or to enforce laws or regulations), then Lenders may do and <br />pay for whatever is necessary to protect the value of the Property and Lenders' rights in the Property. Lenders' actions may include <br />paying any sums secured by a lien which has priority over this Security Instrument, appearing in court, paying reasonable attorneys' <br />fees and entering on the Property to make repairs. Although Lenders may take action under this paragraph 4, Lenders do not have to <br />do so. <br />Any amounts disbursed by Lenders under this paragraph 4 shall become additional debt of Borrowers secured by this Security <br />Instrument. Unless Borrowers and Lenders agree to other terms of payment, these amounts shall bear interest from the date of <br />disbursement at the Note rate and shall be payable, with interest, upon notice from Lenders to Borrowers requesting payment. <br />5. Inspection. Lenders or their agents may make reasonable entries upon and inspections of the Property. Lenders shall <br />give Borrowers notice at the time of or prior to an inspection specifying reasonable cause for the inspection. <br />6. Condemnation. The proceeds of any award or claim for damages, direct or consequential, in connection with any <br />condemnation or other taking of any part of the Property, or for conveyance in lieu of condemnation, are hereby assigned and shall <br />be paid to Lenders. <br />In the event of a total taking of the Property, the proceeds shall be applied to the sums secured by this Security <br />Instrument, whether or not then due, with any excess paid to Borrowers. In the event of a partial taking of the Property, unless <br />Borrowers and Lenders otherwise agree in writing, the sums secured by this Security Instrument shall be reduced by the amount of the <br />proceeds multiplied by the following fraction: (a) the total amount of the sums secured immediately before the taking, divided by <br />(b) the fair market value of the Property immediately before the taking. Any balance shall be paid to Borrowers. <br />If the Property is abandoned by Borrowers, or if, after notice by Lenders to Borrowers that the condemnor offers to make <br />an award or settle a claim for damages, Borrowers fail to respond to Lenders within 30 days after the date the notice is given, Lenders <br />are authorized to collect and apply the proceeds, at their option, either to restore or repair the Property or to pay the sums secured <br />by this Security Instrument, whether or not then due. <br />7. Borrower Not Released; Forbearance by Lenders Not a Waiver. Extension of the time for payment or modification of <br />amortization of the sums secured by this Security Instrument granted by Lenders to any successor in interest of Borrowers shall not <br />operate to release the liability of the original Borrowers or Borrowers' successors in interest. Lenders shall not be required to <br />commence proceedings against any successor in interest or refuse to extend time for payment or otherwise modify amortization of the <br />sums secured by this Security Instrument by reason of any demand made by the original Borrowers or Borrowers' successors in interest. <br />Any forbearance by Lenders in exercising any right or remedy shall not be a waiver of or preclude the exercise of any right or remedy. <br />8. Successors and Assigns Bound; Joint and Several Liability; Co- signers. The covenants and agreements of this Security <br />Instrument shall bind and benefit the successors and assigns of Lenders and Borrowers, subject to the provisions of paragraph 13. <br />Borrowers' covenants and agreements shall be joint and several. <br />9. Legislation Affecting Lenders' Rights. If enactment or expiration of applicable laws has the effect of rendering any <br />provision of the Note or this Security Instrument unenforceable according to its terms, Lenders, at their option, may require immediate <br />payment in full of all sums secured by this Security Instrument and may invoke any remedies permitted by paragraph 15. If Lenders <br />exercise this option, Lenders shall take the steps specified in the second paragraph of paragraph 13. <br />